EX-10.3 8 d22963dex103.htm EX-10.3 Execution Version BOARD REPRESENTATION AND STANDSTILL AGREEMENTBoard Representation and Standstill Agreement • May 5th, 2020 • Delaware
THIS BOARD REPRESENTATION AND STANDSTILL AGREEMENT, dated as of December 4, 2015 (this “Agreement”), is entered into by and among LSB Industries, Inc., a Delaware corporation (the “Company”), LSB Funding LLC, a Delaware limited liability company (the “Purchaser”), Security Benefit Corporation, a Kansas corporation (“Security Benefit”), Todd Boehly, an individual (“Boehly”), Jack E. Golsen, an individual (“J. Golsen”), Steven J. Golsen, an individual (“S. Golsen”), Barry H. Golsen, an individual (“B. Golsen”), Linda Golsen Rappaport, an individual (“L. Rappaport”), Golsen Family LLC, an Oklahoma limited liability company (“Family LLC”), SBL LLC, an Oklahoma limited liability company (“SBL LLC”), and Golsen Petroleum Corp., an Oklahoma corporation (“GPC”, and together with J. Golsen, S. Golsen, B. Golsen, L. Rappaport, Family LLC, SBL LLC, each a “Golsen Holder” and, collectively, the “Golsen Holders”). The Company, the Purchaser, Security Benefit, Boehly, each of the Golsen Holders and
AMENDMENT AND WAIVER TO BOARD REPRESENTATION AND STANDSTILL AGREEMENTBoard Representation and Standstill Agreement • September 29th, 2021 • LSB Industries Inc • Industrial inorganic chemicals • Delaware
This Amendment and Waiver (this “Amendment”) to the Board Representation and Standstill Agreement, dated as of December 4, 2015 (as previously amended on October 26, 2017 and October 18, 2018, the “Agreement”), by and among LSB Industries, Inc., a Delaware corporation (the “Company”), LSB Funding LLC, a Delaware limited liability company (the “Purchaser”), Security Benefit Corporation, a Kansas corporation (“Security Benefit”), Todd Boehly, an individual (“Boehly”), Jack E. Golsen, an individual (“J. Golsen”), Steven J. Golsen, an individual (“S. Golsen”), Barry H. Golsen, an individual (“B. Golsen”), Linda Golsen Rappaport, an individual (“L. Rappaport”), Golsen Family LLC, an Oklahoma limited liability company (“Family LLC”), SBL LLC, an Oklahoma limited liability company (“SBL LLC”), and Golsen Petroleum Corp., an Oklahoma corporation (together with J. Golsen, S. Golsen, B. Golsen, L. Rappaport, Family LLC and SBL LLC, each a “Golsen Holder” and, collectively, the “Golsen Holders”),
AMENDMENT TO THE BOARD REPRESENTATION AND STANDSTILL AGREEMENTBoard Representation and Standstill Agreement • October 30th, 2017 • LSB Industries Inc • Industrial inorganic chemicals • Delaware
This Amendment to the Board Representation and Standstill Agreement (this “Amendment”) is made as of October 26, 2017, by and among LSB Industries, Inc. (the “Company”), LSB Funding LLC (the “Purchaser”), Security Benefit Corporation (“Security Benefit”), Todd Boehly (“Boehly”), Jack E. Golsen (“J. Golsen”), Steven J. Golsen (“S. Golsen”), Barry H. Golsen (“B. Golsen”), Linda Golsen Rappaport (“L. Rappaport”), Golsen Family LLC (“Family LLC”), SBL LLC (“SBL LLC”), and Golsen Petroleum Corp. (“GPC”, and together with J. Golsen, S. Golsen, B. Golsen, L. Rappaport, Family LLC, SBL LLC, each a “Golsen Holder” and, collectively, the “Golsen Holders”). Capitalized terms used but not otherwise defined in this Amendment shall have the meanings given them in the Agreement.
BOARD REPRESENTATION AND STANDSTILL AGREEMENTBoard Representation and Standstill Agreement • October 14th, 2015 • Sanchez Production Partners LP • Crude petroleum & natural gas • Delaware
This BOARD REPRESENTATION AND STANDSTILL AGREEMENT, dated as of October 14, 2015 (this “Agreement”), is entered into by and among Sanchez Production Partners GP LLC, a Delaware limited liability company (the “General Partner”), Sanchez Production Partners LP, a Delaware limited partnership (the “Partnership” and, together with the General Partner, the “Sanchez Entities”), and Stonepeak Catarina Holdings LLC (the “Purchaser”). The Sanchez Entities and the Purchaser are herein referred to as the “Parties.” Capitalized terms used but not defined herein shall have the meaning assigned to such term in the Class B Preferred Unit Purchase Agreement, dated as of September 25, 2015, by and between the Partnership and the Purchaser (the “Purchase Agreement”).
BOARD REPRESENTATION AND STANDSTILL AGREEMENTBoard Representation and Standstill Agreement • January 11th, 2017 • Stratus Properties Inc • Land subdividers & developers (no cemeteries) • Delaware
This BOARD REPRESENTATION AND STANDSTILL AGREEMENT (this “Agreement”) is made and entered into as of January 11, 2017, by and among Stratus Properties Inc., a Delaware corporation (the “Company”), on the one hand, and Oasis Management Company Ltd., Oasis Investments II Master Fund Ltd. and Oasis Capital Partners (Texas) Inc. (collectively, the “Stockholders”), on the other hand.
BOARD REPRESENTATION AND STANDSTILL AGREEMENTBoard Representation and Standstill Agreement • August 29th, 2016 • Concurrent Computer Corp/De • Electronic computers • Delaware
THIS BOARD REPRESENTATION AND STANDSTILL AGREEMENT (this “Agreement”), dated as of August 29, 2016, is entered into by and between (i) Concurrent Computer Corporation, a Delaware corporation (the “Company”), on the one hand, and (ii) JDS1, LLC, a Delaware limited liability company (the “Investor”), Julian Singer, in his individual capacity (the “Investor Affiliate,” and together with the Investor, the Investor Affiliate, and the Affiliates and Associates of each of the foregoing, the “Investor Group”), and Wayne Barr in his individual capacity (the “Nominee”), on the other hand.
AMENDED CONSENT AND LIMITED WAIVER TO BOARD REPRESENTATION AND STANDSTILL AGREEMENTBoard Representation and Standstill Agreement • February 15th, 2018 • CCUR Holdings, Inc. • Electronic computers
This Amended Consent and Limited Waiver to the Board Representation and Standstill Agreement is delivered by CCUR Holdings, Inc. (formerly Concurrent Computer Corporation), a Delaware corporation (the “Company”), on February 15, 2018 to JDS1, LLC, a Delaware limited liability company (the “Investor”) and Julian D. Singer, in his individual capacity (the “Investor Affiliate,” and together with the Investor, the Investor Affiliate, and the Affiliates and Associates of each of the foregoing, the “Investor Group”). Capitalized terms used but not defined herein shall have the meanings set forth in the Board Representation and Standstill Agreement dated as of August 29, 2016 by and among the Company, the Investor, the Investor Affiliate, and Wayne Barr in his individual capacity (the “Standstill Agreement”).
AMENDED AND RESTATED BOARD REPRESENTATION AND STANDSTILL AGREEMENTBoard Representation and Standstill Agreement • August 5th, 2019 • Sanchez Midstream Partners LP • Crude petroleum & natural gas • Delaware
This AMENDED AND RESTATED BOARD REPRESENTATION AND STANDSTILL AGREEMENT (this “Agreement”), dated as of August 2, 2019 (the “Effective Date”), is entered into by and among Sanchez Midstream Partners GP LLC, a Delaware limited liability company (the “General Partner”), Sanchez Midstream Partners LP, a Delaware limited partnership (the “Partnership” and, together with the General Partner, the “Sanchez Entities”), and Stonepeak Catarina Holdings LLC (“Stonepeak”). The Sanchez Entities and Stonepeak are herein referred to as the “Parties.” Capitalized terms used but not defined herein shall have the meaning assigned to such term in the Third Amended and Restated Agreement of Limited Partnership of the Partnership (as amended, the “Partnership Agreement”).
BOARD REPRESENTATION AND STANDSTILL AGREEMENTBoard Representation and Standstill Agreement • October 1st, 2015 • Crestwood Equity Partners LP • Retail-nonstore retailers • Delaware
THIS BOARD REPRESENTATION AND STANDSTILL AGREEMENT (this “Agreement”) is made and entered into as of September 30, 2015, by and among Crestwood Equity GP, LLC, a Delaware limited liability company (the “General Partner”), Crestwood Equity Partners LP, a Delaware limited partnership (the “Partnership” and, together with the General Partner, the “Crestwood Entities”) and each of the Persons set forth on Annex B to this Agreement (each, a “Purchaser” and collectively, the “Purchasers”). The Crestwood Entities and the Purchasers are herein referred to as the “Parties.” Capitalized terms used but not defined herein shall have the meaning assigned to such term in the Class A Convertible Preferred Unit Purchase Agreement, dated as of June 17, 2014 (the “Purchase Agreement”), by and among Crestwood Midstream Partners LP, a Delaware limited partnership (“Midstream”) and the Purchasers.
LSB Funding LLC Greenwich, Connecticut 06830Board Representation and Standstill Agreement • August 10th, 2022 • LSB Funding LLC • Industrial inorganic chemicals • Delaware
This letter agreement is being entered into as of the date first listed above by and among LSB Funding LLC, a Delaware limited liability company (“LSB Funding”), LSB Industries, Inc., a Delaware corporation (the “Company”), SBT Investors LLC, a Delaware limited liability company (“SBT Investors”), Security Benefit Corporation, a Kansas corporation (“Security Benefit”), Todd Boehly (“Boehly”), Estate of Jack E. Golsen (together with any successors, “J. Golsen”), Steven J. Golsen (“S. Golsen”), Barry H. Golsen (“B. Golsen”), Linda Golsen Rappaport (“L. Rappaport”), Golsen Family LLC (“Family LLC”), SBL LLC (“SBL LLC”), and Golsen Petroleum Corp. (“GPC”, and together with J. Golsen, S. Golsen, B. Golsen, L. Rappaport, Family LLC, SBL LLC, each a “Golsen Holder” and, collectively, the “Golsen Holders”), in connection with (a) the amendment to the Board Representation and Standstill Agreement, as defined below, as expressly provided in this letter and (b) the pro rata distribution in kind b
THIRD AMENDED CONSENT AND LIMITED WAIVER TO BOARD REPRESENTATION AND STANDSTILL AGREEMENTBoard Representation and Standstill Agreement • May 11th, 2018 • CCUR Holdings, Inc. • Electronic computers
This Third Amended Consent and Limited Waiver to the Board Representation and Standstill Agreement is delivered by CCUR Holdings, Inc. (formerly Concurrent Computer Corporation), a Delaware corporation (the “Company”), on May 10, 2018 to JDS1, LLC, a Delaware limited liability company (the “Investor”) and Julian D. Singer, in his individual capacity (the “Investor Affiliate,” and together with the Investor, the Investor Affiliate, and the Affiliates and Associates of each of the foregoing, the “Investor Group”). Capitalized terms used but not defined herein shall have the meanings set forth in the Board Representation and Standstill Agreement dated as of August 29, 2016 by and among the Company, the Investor, the Investor Affiliate, and Wayne Barr in his individual capacity (the “Standstill Agreement”).
SECOND AMENDED CONSENT AND LIMITED WAIVER TO BOARD REPRESENTATION AND STANDSTILL AGREEMENTBoard Representation and Standstill Agreement • April 30th, 2018 • CCUR Holdings, Inc. • Electronic computers
This Second Amended Consent and Limited Waiver to the Board Representation and Standstill Agreement is delivered by CCUR Holdings, Inc. (formerly Concurrent Computer Corporation), a Delaware corporation (the “Company”), on April 25, 2018 to JDS1, LLC, a Delaware limited liability company (the “Investor”) and Julian D. Singer, in his individual capacity (the “Investor Affiliate,” and together with the Investor, the Investor Affiliate, and the Affiliates and Associates of each of the foregoing, the “Investor Group”). Capitalized terms used but not defined herein shall have the meanings set forth in the Board Representation and Standstill Agreement dated as of August 29, 2016 by and among the Company, the Investor, the Investor Affiliate, and Wayne Barr in his individual capacity (the “Standstill Agreement”).
BOARD REPRESENTATION AND STANDSTILL AGREEMENTBoard Representation and Standstill Agreement • June 19th, 2014 • Crestwood Midstream Partners LP • Natural gas transmission • Delaware
THIS BOARD REPRESENTATION AND STANDSTILL AGREEMENT, dated as of June 17, 2014 (this “Agreement”), is entered into by and among Crestwood Midstream GP, LLC, a Delaware limited liability company (the “General Partner”), Crestwood Midstream Partners LP, a Delaware limited partnership (the “Partnership” and, together with the General Partner, the “Crestwood Entities”), and the Purchasers listed on the signature pages hereto (collectively, the “Purchasers”). The Crestwood Entities and the Purchasers are herein referred to as the “Parties.” Capitalized terms used but not defined herein shall have the meaning assigned to such term in the Class A Preferred Unit Purchase Agreement, dated as of June 17, 2014, by and among the Partnership and the Purchasers (the “Purchase Agreement”).
AMENDMENT TO BOARD REPRESENTATION AND STANDSTILL AGREEMENT Dated as of October 18, 2018Board Representation and Standstill Agreement • October 19th, 2018 • LSB Industries Inc • Industrial inorganic chemicals • Delaware
This Amendment (this “Amendment”) to the Board Representation and Standstill Agreement, dated as of December 4, 2015 (as previously amended on October 26, 2017, the “Agreement”), by and among LSB Industries, Inc., a Delaware corporation (the “Company”), LSB Funding LLC, a Delaware limited liability company (the “Purchaser”), Security Benefit Corporation, a Kansas corporation (“Security Benefit”), Todd Boehly, an individual (“Boehly”), Jack E. Golsen, an individual (“J. Golsen”), Steven J. Golsen, an individual (“S. Golsen”), Barry H. Golsen, an individual (“B. Golsen”), Linda Golsen Rappaport, an individual (“L. Rappaport”), Golsen Family LLC, an Oklahoma limited liability company (“Family LLC”), SBL LLC, an Oklahoma limited liability company (“SBL LLC”), and Golsen Petroleum Corp., an Oklahoma corporation (together with J. Golsen, S. Golsen, B. Golsen, L. Rappaport, Family LLC and SBL LLC, each a “Golsen Holder” and, collectively, the “Golsen Holders”), is made and entered into as of
BOARD REPRESENTATION AND STANDSTILL AGREEMENTBoard Representation and Standstill Agreement • July 23rd, 2012 • Concurrent Computer Corp/De • Electronic computers • Delaware
THIS BOARD REPRESENTATION AND STANDSTILL AGREEMENT (this “Agreement”), dated as of July 23, 2012, is entered into by and between (i) Concurrent Computer Corporation, a Delaware corporation (the “Company”), on the one hand, and (ii) Singer Children’s Management Trust, a New Jersey trust, Trust A-4, a Delaware trust, and Milfam II L.P., a Georgia limited partnership (together, the “Investors”), Karen Singer and Lloyd I. Miller, III, in their individual capacities (the “Investor Affiliates,” and together with the Investors, the Investor Affiliates, and the Affiliates and Associates of each of the foregoing, the “Investor Group”), and Robert M. Pons and Dilip Singh, in their individual capacities (each a “Nominee” and collectively, the “Nominees”), on the other hand.
Stonepeak Catarina Holdings LLC 55 Hudson Yards, 550 W. 34th St., 48th Floor New York, NY 10001 August 2, 2019Board Representation and Standstill Agreement • August 5th, 2019 • Sanchez Midstream Partners LP • Crude petroleum & natural gas
Reference is made to that certain Amended and Restated Board Representation and Standstill Agreement (the “Agreement”), dated as of August 2, 2019, among Stonepeak Catarina Holdings LLC, a Delaware limited liability company (“Stonepeak”), Sanchez Midstream Partners GP LLC, a Delaware limited liability company (the “General Partner”), and sole general partner of Sanchez Midstream Partners LP, a Delaware limited partnership (“Partnership”, and together with Stonepeak and the General Partner, the “Parties”). Capitalized terms used but not defined herein have the meaning ascribed to them in the Agreement.
BOARD REPRESENTATION AND STANDSTILL AGREEMENTBoard Representation and Standstill Agreement • April 14th, 2015 • Breitburn Energy Partners LP • Crude petroleum & natural gas • Delaware
THIS BOARD REPRESENTATION AND STANDSTILL AGREEMENT, dated as of April 8, 2015 (this “Agreement”), is entered into by and among Breitburn GP LLC, a Delaware limited liability company (the “General Partner”), Breitburn Energy Partners LP, a Delaware limited partnership (the “Partnership” and, together with the General Partner, the “Breitburn Entities”) and EIG Redwood Equity Aggregator, LP, a Delaware limited partnership (the “Purchaser”). The Breitburn Entities and the Purchaser are herein referred to as the “Parties.” Capitalized terms used but not defined herein shall have the meaning assigned to such term in the Partnership Agreement (as defined below).
